Practice Areas & Industries: Duane Morris LLP

 




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Practice/Industry Group Overview

At Duane Morris, our corporate attorneys are experienced in developing and implementing creative strategies designed both to help maximize value and to try to position our shareholder clients as advantageously as possible. We represent selling shareholders in a wide variety of public and private securities transactions.

Public & Private Offerings and Entrepreneurs

Duane Morris represents selling shareholders in initial public and follow-on offerings. We regularly participate in the drafting of SEC registration statements, negotiate underwriting agreements, selling security holder agreements and placement agent agreements, and conduct due diligence investigations.

We help selling shareholders in private companies navigate the complex process of raising capital in the private capital markets. Our attorneys work closely with clients to help them determine the most advantageous private offering strategy, whether through private placements, mezzanine financings or PIPEs. We also often deal with angel investors and other private investors.

Our corporate attorneys regularly advise entrepreneurs starting a new business regarding the development of a capital structure, negotiations with venture capital firms and other early-stage investors, the allocation of share ownership among participants and the development of equity-based benefit plans.

We are experienced in negotiating, drafting and reviewing agreements defining the rights and relationships of owners and shareholders. For companies in other stages of the business cycle, our attorneys develop exit strategies and handle succession planning matters, particularly for closely held or privately held entities.

Mergers and Acquisitions

We regularly guide both private and public companies through challenging periods in their life cycles, whether negotiated acquisition or divestiture, hostile acquisition or defense against a takeover attempt. Our counsel is aimed at structuring the negotiations and transactions within these events to best meet our clients' immediate needs and long-term business goals. Whether shareholders are looking for an exit, the buyout of a business partner, recapitalization, or other reasons, Duane Morris can facilitate the transactions to help achieve clients' objectives.

Governance & Compliance

We provide counsel on change of control matters, including contested proxy contests and takeover bids and stockholder rights plans. We also provide advice in matters involving public disclosure and other aspects of ongoing compliance with, or exemption from, the federal and state securities laws and the rules and regulations of the NASDAQ, and the New York and American stock exchanges. Our attorneys advise clients on a myriad of business transactions, including mergers and acquisitions, and the formation of new entities, including corporations, partnerships, limited liability companies and joint ventures.

Litigation

Duane Morris attorneys regularly counsel shareholders, including minority shareholders, when disputes arise between and among shareholders.


 

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Articles Authored by Lawyers at this office:

United Kingdom Budget 2015: Key Points
Jenny Wheater, April 06, 2015
The UK Chancellor of Exchequer, George Osborne, delivered his 2015 Budget Speech to the House of Commons on 18 March 2015. This Alert highlights the key announcements made. Some of them were expected since they derive from draft legislation released in December. Others are new and their full...

UK Finance Bill 2015 -- Draft Clauses Published
Jenny Wheater, March 02, 2015
Draft clauses of the UK Finance Bill 2015 were published on 10 December 2014. They will now be the subject of consultation until 4 February 2015. This Alert provides more details on the most significant measures contained in the draft Finance Bill. It is not intended to be exhaustive but to provide...

Summary of EU Changes to the Rule on VAT Place of Supply of Services
, February 17, 2015
From 1 January 2015, VAT payable on the supply of digital services (telecommunications, broadcasting and electronic) will be determined by the location of the consumer in all circumstances. This means that VAT on digital services supplied will be paid for in the consumer's country and charged at...

Latest Developments in Regulation of XXX/AXXX Captives
, February 16, 2015
The National Association of Insurance Commissioners (the "NAIC") is forging ahead with its work on captive insurance companies used by life insurance companies to finance reserves required under current regulations; these reserves are commonly referred to as "XXX reserves" for...

UK Chancellor of the Exchequer Issues Annual Autumn Statement
, February 16, 2015
UK Chancellor of the Exchequer George Osborne delivered his annual Autumn Statement on 3 December 2014. This Alert highlights the key contents of the statement, but the detail of the proposals will become apparent only on the publication of the Finance Bill next week. We will issue another Alert at...